A structural study was carried out on Co modified Udimet 738 alloys containing 0.04, 0.10, and 0.20 wt % Zr at 0.01 and 0.03 wt % B levels. Samples in the as-cast and solution-treated conditions were exposed at 843 C to study structural stability. The structures produced by the interactions of Co, Zr, and B were studied by SEM, X-ray diffraction, and dispersive analysis techniques. The additions of large amounts of Zr and B were found to increase the solidification range of the U-738. Structural changes involved eutectic gamma prime islands, formation of low melting point compounds, and precipitation of borides and Zr rich phases. Boron and zirconium additions did not show substantial changes in mechanical properties. Removal of Co from the alloys resulted in reduction of the matrix solubility for carbon and increase in the gamma prime solvus. Structural instabilities found were continuous grain boundary M23C6 films, MC breakdown, and plate-like phases. Removal of cobalt resulted in a slight decrease in tensile and stress rupture properties. Detailed structural results presented.